TIDMOTV3
Octopus Titan VCT 3 plc
Final Results
28 January 2014
Octopus Titan VCT 3 plc ("Titan"), managed by Octopus Investments
Limited ("Octopus"), today announces the final results for the year
ended 31 October 2013.
These results were approved by the Board of Directors on 28 January
2014.
You may, in due course, view the Annual Report in full at
www.octopusinvestments.com.
Octopus Titan VCT 3 plc
Annual Report & Accounts for the year ended 31 October 2013
Octopus Titan VCT 3 plc is a venture capital trust which aims to provide
shareholders with attractive tax-free dividends and long-term capital
growth by investing in a diverse portfolio of predominately unquoted
companies and is managed by Octopus Investments Limited.
Financial Summary
As at As at
31 October 2013 31 October 2012
Net assets (GBP'000s) 23,135 25,034
Return on ordinary activities after tax
(GBP'000s) 1,253 5,264
Net asset value (NAV) per share 91.5p 116.4p
Cumulative dividends paid since launch 31.0p 1.0p
NAV plus cumulative dividends paid to 31 122.5p 117.4p
October 2013
Special Dividend proposed - 20.0p
Final Dividend proposed 2.5p -
Key Dates
Annual General Meeting 2 April 2014 (11.00 am at 20 Old Bailey, London EC4M 7AN)
2013 Final dividend payable 4 April 2014
Half Yearly Results to 30 April 2014 announced June 2014
Annual results to 31 October 2014 announced February 2015
Annual Report and financial statements published February/March
2015
Chairman's Statement
I am pleased to present the annual results for Octopus Titan VCT 3 plc
for the year ended 31 October 2013.
Performance
For the second consecutive year, it is pleasing to report an uplift in
the Total Return of the Company, being the Net Asset Value (NAV) plus
cumulative dividends paid. The Total Return has risen by 4.3% to 122.5
pence per share at 31 October 2013 after accruing for the performance
fee compared to 117.4 pence per share in 2012 and 92.9 pence per share
in 2011. The uplift is again due to the strong performance of a handful
of companies in the portfolio.
By value as at 31 October 2013, 80.1% of the Company's net assets were
in unquoted investments, 4.9% in AIM-quoted investments and 15.0% in
Octopus Open Ended Investment Companies (OEICs), money market funds,
cash and debtors less creditors.
As previously reported, the Fund's holding in Nature Delivered was
realised on 30 November 2012. This yielded GBP5,884,000 for the Fund of
which GBP3,764,000 was paid in cash and GBP2,120,000 was reinvested in
to the Company. The overall exit price represents a return of a
significant multiple on the cost of the Fund's investment in Nature
Delivered.
Dividend and Dividend Policy
It remains your Board's objective to maintain a regular dividend whilst
retaining the appropriate level of liquidity in the Company necessary to
support the existing portfolio and to make investments in selective new
companies. In light of this, your Board has declared a final dividend of
2.5 pence per share. Therefore, the total dividends declared in the year
will be 12.5 pence per share representing a yield of 12.4%.
The final dividend will be paid on 4 April 2014 to those shareholders
who are on the register on 7 March 2014.
Investment Portfolio
Over the year, the portfolio has seen an overall increase in fair value
of GBP1,408,000 which is largely attributable to increases in fair value
in Zenith Holding Company and TouchType totalling GBP3,676,000. You will
recall that Zenith Holding Company holds a stake in Zoopla Property
Group, Calastone, Secret Escapes and Nature Delivered and was discussed
in the interim report. This innovative structure was devised to maintain
our Fund's qualifying status, to obtain a partial realisation of the
value of these four companies and to retain a holding in each of these
companies which are expected to continue to grow. However, as expected
by the nature of the investments, elsewhere in the portfolio there have
been prudent reductions in fair value totalling in aggregate
GBP2,268,000, and reflected worse than expected performance in certain
companies. Further details of portfolio developments can be seen in the
Investment Manager's Report.
Given that the Fund's portfolio had been largely established, the
Investment Manager's focus has been to develop and support the existing
portfolio which included making 12 follow-on investments amounting to
GBP7,444,000. The Company also completed three new investments
(excluding Zenith Holding Company) during the year and which serve to
diversify the portfolio further. The three new investments are Uniplaces,
Aframe Media Group and Zynstra having an aggregate cost of GBP538,000.
Fund Raise and Buybacks
As I mentioned in my interim report, the Company successfully raised
GBP4,580,000, net of costs, through a linked new share offer with the
other Titan Funds which closed in February 2013. The majority of the
monies raised are being used to support existing portfolio companies
where the Investment Manager sees the opportunity for building further
value. However, the Investment Manager continues to screen new
investment opportunities and, where appropriate to the existing
portfolio, will use some of the monies raised to invest in to new
portfolio companies.
Your Board has announced another opportunity to invest into the Titan
Funds through a linked new share offer on 3 September 2013. On 12
December 2013, GBP3,137,000 was allotted net of costs.
For further details, including a copy of the Prospectus, please contact
Octopus using the details provided on page X of this report or visit the
Octopus website at www.octopusinvestments.com.
During the period, the Company repurchased 979,236 shares at a price of
82.25p per share. This was at a 5% discount to the NAV. Further details
can be found in Note 14 of the accounts.
Open Ended Investment Companies (OEICs)
The Fund has maintained a holding in the Micro Cap Growth Fund which has
also continued to perform well, with a gain of GBP119,000 during the
year. The strategy of investing in OEICs has helped compensate for the
low return received on uninvested cash which was particularly important
during the early life of the Company.
Your Board believes that it remains a sensible strategy to maintain part
of the Fund's non-qualifying portfolio in OEICs given their potential to
achieve greater returns as compared to cash deposits. Further details of
the Micro Cap Growth Fund may be found at www.octopusinvestments.com
where monthly factsheets are published.
Investment Strategy
The investment strategy in respect of the non-qualifying portfolio will
continue to be monitored by your Board. As was envisaged in the
Company's prospectus, between 15% and 25% of the Company's assets will
be retained as non-qualifying to provide liquidity for follow-on
investments in the existing portfolio. Some of the portfolio companies
will require further rounds of investment where the investments may not
be qualifying for VCT purposes. However, your Board believes that there
will be circumstances where it will be in our shareholders' interests to
continue to invest, not least to avoid dilution and to protect
shareholder value.
The Investment Manager continues to develop and refine 'exit' strategies
for the portfolio companies in order to realise value for the Fund.
VCT Qualifying Status
PricewaterhouseCoopers LLP provides the Board and the Investment Manager
with advice concerning ongoing compliance with HMRC rules and
regulations concerning VCTs. The Board has been advised that the
Company is compliant with the conditions laid down by HMRC for
maintaining provisional approval as a VCT.
A key requirement now is to maintain the 70% qualifying investment
level. As at 31 October 2013, X% of the portfolio, as measured by HMRC
rules, was invested in VCT qualifying investments.
Alternative Investment Fund Managers Directive (AIFMD)
AIFMD was introduced under EU Legislation to bring consistency of
reporting across all fund types. In accordance with this legislation,
the Company has applied to the Financial Conduct Authority to register
as its own Alternative Investment Fund Manager (AIFM). I expect this
authority to be granted by 22 July 2014 after which the Company will be
required to make an annual report, which will include investments made,
principal exposures, liquidity and risk management.
Annual General Meeting
The Company's Annual General Meeting will take place on 2 April 2014 at
11.00 am. I look forward to welcoming you to the meeting which will be
held at the offices of Octopus Investments Limited, at 20 Old Bailey,
London, EC4M 7AN.
Outlook
Over the year, there has been a noticeably improved outlook on the
economy which is slowly restoring confidence. There remain opportunities
for entrepreneurs who are willing to execute business plans which
disrupt the market and are fast to adapt in comparison to slower moving
large businesses. There are, however, continuing challenges for small
businesses and the Investment manager is working hard with the
management teams of those companies which have fallen behind
expectations in order to stabilise the businesses and build capital
growth.
As the economic outlook improves, we should expect to see the value of
growth companies increase through their stronger performance and through
their attractiveness as acquisition candidates for other companies
pursuing growth strategies.
Mark Hawkesworth
Chairman
28 January 2014
Investment Manager's Review
Personal Service
At Octopus, we focus on both managing your investments and keeping you
informed throughout the investment process. We are committed to
providing our investors with regular and open communication. Our updates
are designed to keep you informed about the progress of your investment.
Octopus was established in 2000 and has a strong commitment to both
smaller companies and to VCTs. We currently manage 13 VCTs, including
this VCT, and manage over GBP340 million in the VCT sector. Octopus has
over 250 employees and was voted 'Best VCT Provider of the Year' by the
financial adviser community in 2006 to 2010.
Investment Strategy
The investee companies are those that we believe have great potential
but need some financial support to realise it. Each company that we
target has the potential to create a large business by taking a
relatively modest market share. We are particularly interested in
businesses that address current market trends and are able to be
innovative. We have created an investment portfolio spanning multiple
industries and business sectors.
Having reached the level of invested funds required by HMRC, our focus
has now shifted to managing the portfolio and developing capital growth.
The current portfolio of holdings built by the Company now encompasses
investments in 24 unquoted companies and one AIM-quoted company in a
range of sectors.
As Investment Manager, we have typically purchased a significant
minority equity stake in these qualifying companies, providing financial
capital to each business to build and grow its operations with the
objective to sell to an acquirer at some point in the future. These
entrepreneurial early stage businesses frequently face challenges as
they seek to establish themselves in their market, often developing new
products and services. The amount of capital we initially deploy is
intended to be only the first investment that we will make into a
business, prior to seeing if the company meets or exceeds its initial
objectives.
If the business is unsuccessful in meeting these first objectives we
strive to minimise the financial exposure the Company faces without
committing further money to the investment. Other businesses, which meet
some of their objectives, but not necessarily all, will require more
time to prove their concept and these businesses will typically be
reduced in value prior to our making a further investment where we still
believe that there is a promising opportunity, and to allow them to
progress forward and prove their business model. Finally, there are
those that meet and exceed the expectations originally set. It is these
businesses in which we wish to increase our investment exposure as they
remain on course to create a large business.
We maintain liquidity in the Company to ensure adequate resources are
available to support further portfolio funding needs as they arise. This
situation should be further aided following the Top-up as described in
the Chairman's Statement and it is an important feature of our model in
delivering returns to shareholders.
Portfolio Review
As at 31 October 2013, the Total Return of the Company was 122.5p per
share compared to 117.4p per share at 31 October 2012. This represents a
gain of 4.3% after accruing for the performance fee. The performance of
the portfolio was good during the year giving rise to an overall uplift
of GBP1,408,000.
Zenith Holding Company, which owns a stake in Calastone, Zoopla Property
Group, Nature Delivered and Secret Escapes in particular performed very
well with the individual investment holdings delivering significant
growth. As discussed in the interim report, these holdings were sold to
Zenith in order to maintain the qualifying status of the VCT, deliver
cash back to the Company and ensure the a stake could be held by the
fund so that it may continue to share in the growth of the underlying
assets. Zenith Holding Company currently comprises of 35.1% of the net
assets of the Company.
As expected with the nature of the businesses, some of the portfolio
companies have fallen behind expectations and budgets resulting in
reductions in fair value of the companies. We are working hard alongside
these companies to stabilise the performance and rebuild the businesses.
Further details can be seen later in the Investment Managers report.
The Company now holds over 92% of its assets in qualifying holdings from
an HMRC perspective and we continue to work with each portfolio business
as they develop capital growth in their respective markets.
New additions
As Investment Manager, it is our continued intention to invest more into
those businesses in which we first invested a small amount of money as
they meet or exceed the initial milestone objectives we agreed with
them.
Your Investment Manager is always looking for opportunities to invest
into new companies where capital growth can be made. Titan 3 made 4 new
investments as detailed below:
Fixed asset investments Cost, GBP'000 Value, GBP'000
Zenith Holding Company Limited 4,910 8,121
Aframe Media Group Limited 332 332
Uniplaces Limited 106 106
Zynstra Limited 100 100
Total 5,448 8,659
All 5 Titan Funds made new investments into Uniplaces and Zynstra
whereas Aframe Media Group was already invested into by other Titan
Funds within the family.
Follow-on investments
It is important to support the investment portfolio, where appropriate
to build growth and alleviate working capital pressure. During the year,
12 follow on investments were made totalling GBP7,444,000.
Fixed asset investments Cost, GBP'000
Nature Delivered Limited* 2,120
Calastone Limited* 1,344
TouchType Limited 841
Certivox Limited 800
e-Therapeutics Plc 750
UltraSoC Technologies Limited 495
Amplience Limited 350
Applied Superconductor Limited 272
Metrasens Limited 202
Bowman Power Limited 109
Mi-Pay Limited 87
Vega-Chi Limited 74
Total 7,444
*These investments were subsequently sold to Zenith Holding Company. The
investment into Nature Delivered was part of the disposal proceeds.
The follow on investment into Nature Delivered comprised new shares and
a loan received as part of the disposal on 30 November 2012.
Realisations in the year
As detailed in the 2012 accounts, the Company disposed of its holding in
Nature Delivered Limited, realising GBP5,884,000 of which GBP3,764,000
was paid in cash and GBP2,120,000 was reinvested.
On 21 June 2013 Calastone, Zoopla Property Group and Nature Delivered
were fully disposed, following shareholder approval, in exchange for
cash and a stake in Zenith Holding Company.
Post year end
Since the balance sheet date, although no new investments have been made,
the Company has continued to support investee companies by investing a
further X. Please see Note X for further details.
Outlook
Despite continued challenges on small companies, largely in working
capital requirements, there remain opportunities for new companies
entering the market. We continue to see a huge number of potential
opportunities and with new companies being invested into during the year
and post year end, the portfolio is developing and further diversifying.
The growth within the portfolio over the last 18 months is very pleasing
and with the more upbeat mood in the market, we are optimistic that the
portfolio will continue to mature and ensure further capital growth.
If you have any questions on any aspect of your investment, please call
one of the team on 0800 316 2295.
Alex Macpherson
Octopus Investments Limited
28 January 2014
Investment Portfolio
Movement
Movement in % equity
in Fair valuation held by
Investment valuation value at in year all
cost as at to 31 31 to 31 % voting funds
31 October October October October rights managed
Fixed asset 2013 2013 2013 2013 held by by
investments Sector (GBP'000) (GBP'000) (GBP'000) (GBP'000) Titan 3 Octopus
Zenith Holding
Company
Limited Other 4,910 3,211 8,121 3,211 33.40% 100.00%
TouchType
Limited Telecommunications 1,226 1,007 2,233 465 5.53% 18.52%
e-Therapeutics Consumer lifestyle
Plc & wellbeing 1,152 (14) 1,138 (134) 1.46% 3.28%
UltraSoC
Technologies
Limited Technology 986 45 1,031 45 16.16% 55.11%
Amplience
Limited Technology 1,050 (41) 1,009 220 11.10% 30.74%
Certivox
Limited Technology 1,751 (794) 957 (815) 21.30% 38.90%
Vega-Chi
Limited Technology 714 50 764 345 7.30% 14.10%
Metrasens Consumer lifestyle
Limited & wellbeing 668 94 762 (76) 6.68% 17.28%
Surrey
Nanosystems
Limited Technology 621 43 664 - 6.18% 14.26%
Mi-Pay Limited Telecommunications 935 (299) 636 (200) 9.49% 20.31%
Getlenses Consumer lifestyle
Limited & wellbeing 508 89 597 17 5.75% 14.50%
Bowman Power
Limited Environmental 421 (42) 379 - 2.70% 10.70%
Aframe Media
Group Limited Media 332 - 332 - 4.23% 33.19%
Executive
Channel Europe
Limited Media 642 (326) 316 (385) 7.12% 25.14%
Semafone
Limited Telecommunications 826 (514) 312 (587) 11.62% 24.70%
Michelson
Diagnostics Consumer lifestyle
Limited & wellbeing 442 (266) 176 (45) 5.18% 20.50%
Uniplaces Consumer lifestyle
Limited & wellbeing 106 - 106 - 3.47% 16.47%
Zynstra Limited Technology 100 - 100 - 1.23% 8.12%
Phasor
Solutions
Limited Technology 50 (25) 25 12 0.50% 1.65%
Applied
Superconductor
Limited Environmental 765 (765) - (396) 7.96% 13.82%
AQS Holdings
Limited Environmental 660 (660) - - 14.20% 50.70%
Phase Vision
Limited Technology 474 (474) - (145) 10.09% 42.96%
PrismaStar Inc. Media 424 (424) - (124) 2.58% 10.30%
Diverse Energy
Limited Environmental 413 (413) - - 5.47% 29.76%
Elonics Limited Technology 305 (305) - - 3.11% 19.54%
Total fixed asset investments 20,481 (823) 19,658 1,408
Money market securities 25 - 25 -
Open ended investment companies 266 263 529 119
Cash at bank 3,454 - 3,454 -
Total investments 24,226 (560) 23,666 1,527
Debtors less creditors (531)
Total net assets 23,135
Valuation Methodology
Initial measurement
Financial assets are measured at fair value. The initial best estimate
of the fair value of a financial asset that is either quoted or not
quoted in an active market is the transaction price (i.e. cost).
Subsequent measurement
Further funding rounds are a good indicator of fair value and this
measure is used where appropriate. Subsequent adjustment to the fair
value of unquoted investments can be made using sector multiples based
on information as at 31 October 2013, where applicable. In some cases
the multiples can be compared to equivalent companies, especially where
a particular sector multiple does not appear appropriate. It is
currently industry norm to discount the quoted earnings multiple to
reflect the lack of liquidity in the investment, there being no ready
market for our holding. Typically the discount is 25% but this can be
increased where the relevant multiple appears too high. A lower discount
would also be possible if an investment was close to an exit event.
In accordance with the International Private Equity and Venture Capital
(IPEVC) valuation guidelines investments made within 12 months are
usually kept at cost unless performance indicates that fair value has
changed.
Quoted investments are valued at market bid price. No discounts are
applied. If you would like to find out more regarding the IPEVC
valuation guidelines, please visit their website at:
www.privateequityvaluation.com.
Review of Investments
During the year, the Company made 4 new investments totalling
GBP5,448,000 and twelve follow-on investments amounting to GBP7,444,000.
The AIM-quoted and unquoted investments are in Ordinary shares with full
voting rights as well as loan note securities.
Quoted and unquoted investments are valued in accordance with the
accounting policy set out in note 1 to the financial statements, which
takes account of current industry guidelines for the valuation of
venture capital portfolios and is compliant with IPEVC valuation
guidelines and current financial reporting standards. The valuations
listed are a reflection of the total investment i.e. both the equity and
loan note elements.
Listed below are details of the Company's 10 largest investments by
value.
Zenith Holding Company Limited
Zenith Holding Company has a holding in Octopus Zenith LP, an Octopus
managed fund, which holds stakes in Secret Escapes, Zoopla Property
Group, Nature Delivered (Graze) and Calastone as formally held by Titan
1-3.
Graze.com delivers tasty nutritious snacks to grazers up and down the
country. All boxes are hand picked from over 100 delicious snacks and
delivered in the post. Founded in 2007 and launched in 2009, graze.com
was created to solve office snacking for the better. Delivered directly
to customers' desks or home anywhere in the UK through Royal Mail, each
graze box is packed with four snacks, from flavoured nuts, traditional
rice crackers and exotic dried fruits to freshly baked bread, marinated
olives and dips.
Calastone is the UK's only independent transaction service for the
mutual fund industry. It enables buyers and sellers of mutual funds on
different platforms to communicate orders electronically, by providing a
universal message communication and 'translation' service - the
"Calastone Transaction Network" (CTN).
Zoopla Property Group Limited owns and operates some of the UK's leading
online property brands including Zoopla.co.uk and Primelocation.com.
Over 16,000 estate agent and lettings agent branches across the UK
advertise on the company's websites each month, in addition to all the
leading new homes developers, attracting over 28 million visitors a
month and generating over 2 million enquiries per month for the member
estate/letting agents and property developers. In addition to operating
its own websites, Zoopla Property Group Ltd exclusively powers the
property search facility on a number of the UK's biggest websites
including The Times, The Telegraph, Independent, Evening Standard, The
Daily Mail, Homes & Property, AOL, MSN, Globrix, Homes24 and many more.
Zoopla Property Group Ltd launched in 2008 and has since acquired and
integrated a number of brands.
Launched in February 2011, Secret Escapes is an online travel club that
offers its members exclusive discounts of up to 70 per cent on luxury
hotels and holidays. Offers are usually available for between three and
seven days. The founders are aiming for Secret Escapes to become the
leading luxury holiday deal provider in the UK.
Initial investment date: June 2013
Cost: GBP4,910,000
Valuation: GBP8,121,000
Last submitted audited accounts: n/a
Turnover n/a
Profit before tax: n/a
Net assets: n/a
TouchType Limited
TouchType is a leader in the development of artificial intelligence and
machine learning technologies, encapsulated in its Fluency prediction
engine, a patent pending set of software algorithms. Its first product,
SwiftKey(TM), a text prediction technology designed to significantly
boost the accuracy, fluency and speed of text entry on mobile and
computing devices, resulting in users having to make less than half the
number of keystrokes compared to a standard QWERTY keyboard.
SwiftKey(TM) has enjoyed tremendous success as both an Android App, with
over 10 million downloads to date, and as the installed text prediction
technology on a increasing range of smartphones and tablets. It has won
several high profile industry awards, including a prestigious Global
Mobile Award for the "Most Innovative App" and the Guardian Digital
Innovation Award for the "Best Startup Business".
Initial investment date: August 2010
Cost: GBP1,226,000
Valuation: GBP2,233,000
Voting rights held by Fund: 5.53%
Equity held by all funds managed by Octopus: 18.52%
Last submitted group accounts: 31
December 2012 (abbreviated)
Turnover not disclosed
Loss before tax: not disclosed
Net liabilities: (GBP635,793)
e-Therapeutics plc
e-Therapeutics is an AIM-quoted drug discovery and development company.
It pioneered and exploits 'network pharmacology' to evaluate swiftly and
accurately how medicines interact with cells in the body. This approach
optimises the probability of identifying drug candidates with desirable
efficacy and minimal side effects. Network pharmacology has many
applications, and is particularly suited to addressing complex diseases
in which current treatment options are few and ineffective.
e-Therapeutics' current drug discovery programmes are focused mainly on
areas of high unmet medical need, such as neurodegeneration and
oncology. Four drugs resulting from e-Therapeutics' earlier discovery
projects are now in clinical development.
Initial investment date: March 2009
Cost: GBP1,152,000
Valuation: GBP1,138,000 (bid price)
Voting rights held by Fund: 1.46%
Equity held by all funds managed by Octopus: 3.28%
Last submitted audited group accounts: 31
January 2013
Turnover GBPnil
Loss before tax: (GBP5,024,000)
Net assets: GBP10,580,000
UltraSoC Limited
UltraSoC Technologies Ltd is a pioneering company developing advanced
debugging technology for the embedded electronic systems increasingly
used in many everyday products from cars to mobile phones. The company
is currently developing its first product which will be licensable
silicon IP called UltraDebug. UltraSoC was originally spun-out from the
universities of Essex and Kent in 2008 after being founded by Cambridge
entrepreneur Dr Karl Heeks, now chief executive, Professor Klaus
McDonald-Maier and Dr Andrew Hopkins, now chief technical officer.
Initial investment date: September 2010
Cost: GBP825,000
Valuation: GBP869,000
Voting rights held by Fund: 16.16%
Equity held by all funds managed by Octopus: 55.11%
Last submitted audited group accounts: 31
December 2012 (abbreviated)
Turnover not disclosed
Loss before tax: not disclosed
Net assets: GBP605,100
Amplience Limited
Amplience is a leading Commerce Content Management platform for global
brands and retailers. The platform enables retailers to deliver engaging
retail experiences across multi-digital channels, including smartphones
and tablets. It makes it quicker and cheaper for retailers to update
content on websites, while also demonstrably increasing the amount their
customers spend.
Initial investment date: December 2010
Cost: GBP1,050,000
Valuation: GBP1,009,000
Voting rights held by Fund: 11.10%
Equity held by all funds managed by Octopus: 30.74%
Last submitted audited accounts: 31
December 2012
Turnover GBP1,009,048
Loss before tax: (GBP2,161,394)
Net assets: GBP325,141
CertiVox Limited
CertiVox was founded in 2009 based on the simple belief that everyone
deserves the right to secure their online information exchanges simply
and easily. Its leading-edge technology enables industries around the
world - including defence, government, legal and financial services - to
protect and control their information exchanges, whether through PCs,
smart devices or the cloud. By combining state-of-the-art crypto
technology with its unique on-demand encryption key management service,
CertiVox is the only company in the global market today that can arm
businesses and individuals with frictionless end-to-end encryption, key
management and identity management services for the web 2.0 world.
Initial investment date: March 2011
Cost: GBP1,751,000
Valuation: GBP957,000
Equity held: 21.30%
Equity held by all funds managed by Octopus: 38.90%
Last submitted audited accounts: 30
June 2012
Turnover : nil
Loss before Tax: (GBP23,035)
Net assets: GBP5,006,610
Vega-Chi Limited
Vega-Chi Limited is the leading operator of electronic trading exchanges
dedicated to high yield bonds and convertible bonds, operating three
electronic trading platforms, two in Europe (convertible bonds, high
yield bonds) and one in the US for high-yield bonds, launched on 24
October 2012. Outside Vega-Chi, such securities are predominantly traded
on telephone-based broker crossing networks in the over-the-counter
(OTC) market. Vega-Chi is challenging the OTC structures by allowing
institutional investors to bypass the middlemen (brokers, dealers) and
trade directly with each other on an electronic exchange setting
achieving better prices, anonymity, flexibility and trading efficiency.
Initial investment date:
Cost: GBP864,000
Valuation: GBP914,000
Equity held: 7.30%
Equity held by all funds managed by Octopus: 14.10%
Last submitted audited accounts: 28
February 2013
Turnover GBP124,000
Loss before tax: (GBP1,565,000)
Net assets: GBP925,000
Metrasens Limited
Metrasens is a technology business specialising in metal detection
products for the healthcare and security markets. It was founded in June
2005 by two former employees of QinetiQ, a company specialising in
defence security and technology. Metrasens' products work by detecting
magnetic material. Its Ferroguard(R) MRI (magnetic resonance imaging)
detection system provides visual and audio alarms at entry points to MRI
rooms in hospitals. The Ferroguard system not only increases safety but
also decreases potential costs, through reducing the likelihood of
injuries and damage from projectiles in the MRI units. The company has
also developed the FG1 Portable Security Pole, designed for multiple
niche applications, such as street knife detection and mobile detection
in prisons.
Initial investment date: February 2010
Cost: GBP490,000
Valuation: GBP571,000
Voting rights held by Fund: 6.68%
Equity held by all funds managed by Octopus: 17.28%
Last submitted audited group accounts: 31
October 2012 (abbreviated)
Turnover not disclosed
Loss before tax: not disclosed
Net assets: GBP1,242,627
Surrey NanoSystems Limited
Surrey NanoSystems has developed a leading technology portfolio
addressing the needs of the global nanoelectronics sector. Its proven
technologies deliver precise, ordered nano-material structures for
advanced manufacturing processes, meeting the scaling challenges of the
semiconductor industry.
Surrey NanoSystems works with its partners to deliver practical
nano-materials and technologies to the semiconductor, renewable-energy
and clean technology industries. This partnering approach facilitates
the migration of materials and processes developed on Surrey NanoSystems
bespoke research platforms to production-ready tooling.
Initial investment date: July 2009
Cost: GBP621,000
Valuation: GBP664,000
Voting rights held by Fund: 6.18%
Equity held by all funds managed by Octopus: 14.26%
Last submitted group accounts: 30
June 2012
Turnover GBP496,335
Loss before tax: (GBP970,967)
Net assets: GBP4,607,727
Mi-Pay Limited
Mi-Pay was founded in 2004 with its objective to establish itself as a
leading processor of payments for the fast-emerging mobile money sector.
The service enables customers to 'top-up' their pre-paid mobile phone
directly online, or via their mobile phone, rather than using indirect
brand channels such as PayPoint or bank ATMs. Benefits of the direct
service include cost reductions for mobile network operators and a more
personal engagement with customers, removing the anonymity of customer
relationships and allowing for substantial improvements in customer
retention.
Mi-Pay continues to make progress in a very dynamic and fast moving
market, most recently agreeing terms with several tier one European,
Middle Eastern and African mobile operators to provide its direct top up
service.
Initial investment date: February 2010
Cost: GBP848,000
Valuation: GBP749,000
Voting rights held by Fund: 9.49%
Equity held by all funds managed by Octopus: 20.31%
Last submitted group accounts: 31
December 2012
Turnover GBP2,807,768
Loss before tax: (GBP2,114,411)
Net liabilities: (GBP279,664)
Income Statement
Year to 31 October 2013
Revenue Capital Total
Notes GBP'000 GBP'000 GBP'000
Gain on
disposal of
fixed asset
investments 10 - 527 527
Gain on
disposal of
current
asset
investments - 176 176
Fixed asset
investment
holding
losses 10 - 1,408 1,408
Current
asset
investment
holding
gains - 119 119
Other income 2 252 - 252
Investment
management
fees 3 (125) (375) (500)
Performance
fee
incentive 19 (319) (319)
Other
expenses 4 (410) - (410)
Return on
ordinary
activities
before tax (283) 1,536 1,253
Taxation on
return on
ordinary
activities 6 - - -
Return on
ordinary
activities
after tax (283) 1,536 1,253
Earnings per
share -
basic and
diluted 8 (1.2)p 6.4p 5.2p
-- The 'Total' column of this statement is the profit
and loss account of the Company; the supplementary
revenue return and capital return columns have been
prepared under guidance published by the Association
of Investment Companies.
-- All revenue and capital items in the above statement
derive from continuing operations.
-- The Company has only one class of business and
derives its income from investments made in shares
and securities and from bank and money market funds.
The Company has no recognised gains or losses other
than the results for the year as set out above.
The accompanying notes form an integral part of the
financial statements.
Income Statement
Year to 31 October 2012
Revenue Capital Total
Notes GBP'000 GBP'000 GBP'000
Loss on disposal of current asset
investments - 81 81
Fixed asset investment holding losses - 6,356 6,356
Current asset investment holding gains - 178 178
Other income 2 99 - 99
Investment management fees 3 (94) (282) (376)
Performance fee - (937) (937)
Other expenses 4 (291) - (291)
Return on ordinary activities before tax (286) 5,550 5,264
Taxation on return on ordinary activities 6 - - -
Return on ordinary activities after tax (286) 5,550 5,264
Loss per share - basic and diluted 8 (1.4)p 26.5p 25.1p
-- The 'Total' column of this statement is the profit and loss account of
the Company; the supplementary revenue return and capital return columns
have been prepared under guidance published by the Association of
Investment Companies.
-- All revenue and capital items in the above statement derive from
continuing operations.
-- The Company has only one class of business and derives its income from
investments made in shares and securities and from bank and money market
funds.
The Company had no recognised gains or losses other than the results for
the year as set out above.
The accompanying notes form an integral part of the financial
statements.
Reconciliation of Movements in Shareholders' Funds
Year to Year to
31 October 2013 31 October 2012
GBP'000 GBP'000
Shareholders' funds at start of year 25,034 18,811
Return on ordinary activities after tax 1,253 5,264
Net proceeds of share issue 4,580 1,215
Purchase of own shares (805) (41)
Dividends paid (6,927) (215)
Shareholders' funds at end of year 23,135 25,034
The accompanying notes form an integral part of the financial
statements.
Balance Sheet
As at 31 October As at 31 October
2013 2012
Notes GBP'000 GBP'000 GBP'000 GBP'000
Fixed asset investments* 10 19,658 21,634
Current assets:
Debtors 11 1,074 1,629
Money market funds and other
deposits* 12 554 2,724
Cash at bank 3,454 34
5,082 4,387
Creditors: amounts falling due
within one year 13 (1,605) (987)
Net current assets 3,477 3,400
Net assets 23,135 25,034
Called up equity share capital 14 2,529 2,150
Share premium 15 5,188 1,085
Special distributable reserve 15 16,078 16,883
Capital reserve - losses on
disposals 15 1,175 (1,642)
-
holding
gains 15 (560) 7,648
Capital redemption reserve 15 105 7
Revenue reserve 15 (1,380) (1,097)
Total equity shareholders' funds 23,135 25,034
NAV per share 9 91.5p 116.4p
* Held at fair value through profit or loss
The statements were approved by the Directors and authorised for issue
on 28 January 2014 and are signed on their behalf by:
Mark Hawkesworth
Chairman
Company No: 06523078
The accompanying notes form an integral part of the financial
statements.
Cash Flow Statement
Year to Year to
31 October 2013 31 October 2012
Notes GBP'000 GBP'000
Net cash inflow/(outflow) from
operating activities 196 (662)
Capital expenditure and financial
investment:
Purchase of fixed asset investments 10 (12,892) (2,786)
Sale of fixed asset investments 10 18,691 380
Management of liquid resources:
Purchase of current asset
investments (5,908) (1,696)
Disposal of current asset
investments 6,485 3,724
Taxation - -
Dividends paid 7 (6,927) (215)
Financing:
Issue of own shares 14 4,580 1,215
Purchase of own shares 14 (805) (41)
Increase/(decrease) in cash
resources at bank 3,420 (81)
The accompanying notes form an integral part of the financial
statements.
Reconciliation of Return before Taxation to Cash Flow
from Operating Activities
Year to 31 October 2013 Year to 31 October 2012
GBP'000 GBP'000
Return on ordinary activities
before tax 1,253 5,264
Gain on disposal of fixed
asset investments (527) (154)
Gain on disposal of current
asset investments (176) (81)
Gain on valuation of fixed
asset investments (1,408) (6,356)
Gain on valuation of current
asset investments (119) (178)
Increase/(decrease) in
debtors 555 (91)
Increase in creditors 618 938
Inflow/outflow from operating
activities 196 (662)
Reconciliation of Net Cash Flow to Movement in Net
Funds
Year to Year to
31 October 2013 31 October 2012
GBP'000 GBP'000
Increase/(decrease) in cash resources at
bank 3,420 (81)
Decrease in cash equivalents (2,170) (1,769)
Opening net funds 2,758 4,608
Net funds at 31 October 4,008 2,758
Net funds at 31 October comprised:
Year to Year to
31 October 2013 31 October 2012
GBP'000 GBP'000
Cash at bank 3,454 34
OEICs - 2,121
Money market funds 554 603
Net funds at 31 October 4,008 2,758
This announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Octopus Titan VCT 3 PLC via Globenewswire
HUG#1757645
http://www.octopusinvestments.com
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